Exhibit 10.5
 ADDENDUM 2 TO AGREEMENT FOR THE AVAILABILITY OF SPACE FOR THE STORAGE OF
GOODS 
AND OFFICES FOR THE MANAGEMENT OF THIS DATED AUGUST 12, 2002
 The undersigned:
 rd ,
 ProLogis II
 and
  Skechers EDC CUSTOMER
 AFTER HAVING CONSIDERED THE FOLLOWING:
 1.
    
    On August 12, 2002 ProLogis and Skechers International have signed an Agreement for the
availability of space for the storage of goods and offices for the management of this
concerning the following real estate: ProLogis Park Liège Distribution Center I with a total
surface area of approximately 22,458 m 2 and approximately 100 car parking spaces
located in the Industrial Park Hauts-Sarts, Milmort, Liège, Avenue du Parc Industriel
(hereafter referred to as the Availability Agreement);
 2.
    
    On August 27, 2003 Skechers International transfered all its rights and obligations under the
Availability Agreement to Skechers EDC in full accordance with the terms and conditions
thereof.




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##### 



HAVE AGREED THE FOLLOWING:
 1
    
    Duration of the Availability Agreement
Article 5 of the Availability Agreement is replaced as follows :
 The availability of the Premises is rendered for a duration of five (5) years as of the
Commencement Date provided for in the Availability Agreement DC II, i.e. in principle on 1
April 2009, to which is referred to as the Commencement Date, unless parties confirm
otherwise in writing (if the availability of the Premises starts later than 1 April 2009 and
insofar as mutually agreed upon in writing by the Parties).
 If either party does not terminate the Agreement by registered mail not later than twelve (12)
months prior to the end of the duration set forth in the first paragraph of this Article, i.e.
in principle March 31, 2014 or the date as agreed upon between parties in writing as set forth
in the preceding paragraph, this Agreement shall be tacitly renewed under the same terms as
stipulated in this Agreement for subsequent periods of five (5) years in the absence of the
required termination notification by either party, without prejudice to Article 20 and without
any compensation to ProLogis nor VAT adjustment to be paid, except as set forth in article 2 of
this Agreement. This Agreement will however in any case end by operation of law on the latter
of the following dates : March 31, 2029 or the twentieth anniversary of the Commencement Date
as agreed upon in writing by the Parties as set forth in this Article. After the latter of
these dates, this Agreement can not be renewed in accordance with this paragraph.
 Notice needs to be given by bailliffs writ or by registered letter. Notices hereunder shall be
deemed given and effective (i) if delivered by a bailiff, upon delivery, or (ii) if sent by
certified or registered mail, within five (5) days of deposit in the post office.
 2 Various clauses
 2.1
    
    The other terms and conditions of the
Availability Agreement remain fully
applicable between parties with respect to
the Premises, except for Articles 20 and 22
of the Availability Agreement which are no
longer applicable due to the decision of the
CUSTOMER not to commit to use DC III and DC
IV.No amendment or modification of this Addendum shall take effect unless it is in writing and is
executed by duly authorized representatives of the parties.2.2
    
    If one or more of the provisions
of this Addendum is declared to
be invalid, illegal or
unenforceable in any respect
under the applicable law, the
validity, legality and
enforceability of the remaining
provisions contained herein
shall not in any way be
affected. In the case whereby
such invalid, illegal or
unenforceable clause affects the
entire nature of this Addendum,
each of the parties shall use
its best efforts to immediately
and in good faith negotiate a
legally valid replacement
provision.




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##### 



3 Applicable law and competent courts
   /s/ Gerrit Jan Meerkerk
    
    /s/ David WeinbergGerrit Jan Meerkerk,
    
    David Weinberg,ProLogis Belgium II Sprl
    
    Skechers EDC




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##### 



Appendix 1
 List of Additional Items




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##### 



Skechers DC#2 Milmort, ADDITIONAL WORKS TI
    
    
    INVESTMENT
    
    RESPONSIBLE
    
    RESPONSIBLECost Skechers
    
    
    Cost
    

OWNED BY
    

MAINTENANCE  *
    

RENEWAL  **direct
    
    

Prologis
    

SKECHERS
    

PROLOGIS
    

SKECHERS
    

PROLOGIS
    

SKECHERS
    

PROLOGISItems additional to the Contract Specification5.2

    
    Changing 2
fire doors Rf 1h, 4x6 m
    
    
    
    
    
    
    22,050.00
    
    
    
    
    
    addendum 1
    
    
    X
    
    
    
    
    
    
    
    
    
    
    addendum 15.3

    
    Two extra escape doors
    
    
    
    
    
    
    7,350.00
    
    
    
    
    
    addendum 1
    
    
    X
    
    
    
    
    
    
    
    
    
    
    addendum 15.4

    
    Barrier next to the parking road
    
    
    
    
    
    
    18,201.92
    
    
    
    
    
    addendum 1
    
    
    X
    
    
    
    
    
    
    
    
    
    
    addendum 15.5

    
    Adaptions lighting capacity (200 Lux between racks)
    
    
    
    
    
    
    179,295.84
    
    
    
    
    
    addendum 1
    
    
    X
    
    
    
    
    
    
    
    
    
    
    addendum 15.7

    
    Motion detection in racking lanes
    
    
    
    
    
    
    24,363.09
    
    
    
    
    
    addendum 1
    
    
    X
    
    
    
    
    
    
    
    
    
    
    addendum 15.8a

    
    Water supplies
    
    
    
    
    
    
    2,076.90
    
    
    
    
    
    addendum 1
    
    
    X
    
    
    
    
    
    
    
    
    
    
    addendum 15.8b

    
    Slophoppers
    
    
    
    
    
    
    7,703.69
    
    
    
    
    
    addendum 1
    
    
    X
    
    
    
    
    
    
    
    
    
    
    addendum 15.9

    
    Adaptions acces control Intercom
    
    
    
    
    
    
    5,826.12
    
    
    
    
    
    addendum 1
    
    
    X
    
    
    
    
    
    
    
    
    
    
    addendum 15.10

    
    High voltage
    
    
    
    
    
    
    124,676.12
    
    
    
    
    
    addendum 1
    
    
    X
    
    
    
    
    
    
    
    
    
    
    addendum 15.11

    
    Electrical extra existing DC new DC ask by Skechers
    
    
    
    
    
    
    105,515.56
    
    
    
    
    
    addendum 1
    
    
    X
    
    
    
    
    
    
    
    
    
    
    addendum 15.12a

    
    IT room on mezzanine
    
    
    23,665.15
    
    
    
    
    
    
    X
    
    
    
    
    
    
    
    X
    
    
    
    
    
    
    
    
    
    
    
    X5.12b

    
    IT room on mezzanine floor cabling
    
    
    108,888.71
    
    
    
    
    
    
    X
    
    
    
    
    
    
    
    X
    
    
    
    
    
    
    
    
    
    
    
    X5.13

    
    Offer for radio-system
    
    
    12,086.54
    
    
    
    
    
    
    X
    
    
    
    
    
    
    
    X
    
    
    
    
    
    
    
    
    
    
    
    X5.15

    
    Extra porte Hall 1 (electrical)
    
    
    8,821.84
    
    
    
    
    
    
    X
    
    
    
    
    
    
    
    X
    
    
    
    
    
    
    
    
    
    
    
    X5.16

    
    24 extra connection Telefoon atenne computer system
    
    
    1,653.60
    
    
    
    
    
    
    X
    
    
    
    
    
    
    
    X
    
    
    
    
    
    
    
    
    
    
    
    X5.17

    
    more high of IT-room
    
    
    8,880.62
    
    
    
    
    
    
    X
    
    
    
    
    
    
    
    X
    
    
    
    
    
    
    
    
    
    
    
    X5.19

    
    addaption of hight doubble doors
    
    
    475.00
    
    
    
    
    
    
    X
    
    
    
    
    
    
    
    X
    
    
    
    
    
    
    
    
    
    
    
    X5.20

    
    reeling removebal
    
    
    5,889.00
    
    
    
    
    
    
    X
    
    
    
    
    
    
    
    X
    
    
    
    
    
    
    
    
    
    
    
    X5.21

    
    addapion of the service road by sprinkler tank
    
    
    5,530.00
    
    
    
    
    
    
    X
    
    
    
    
    
    
    
    X
    
    
    
    
    
    
    
    
    
    
    
    X5.22

    
    barrier between parking and entrance road
    
    
    5,135.00
    
    
    
    5,135.00
    
    
    
    
    
    
    X
    
    
    
    X
    
    
    
    
    
    
    
    
    
    
    
    X5.23

    
    extra water and sewage in IT Room
    
    
    1,577.49
    
    
    
    
    
    
    X
    
    
    
    
    
    
    
    X
    
    
    
    
    
    
    
    
    
    
    
    X5.24

    
    bicyclesheet
    
    
    4,240.36
    
    
    
    
    
    
    X
    
    
    
    
    
    
    
    X
    
    
    
    
    
    
    
    
    
    
    
    X5.26

    
    painting
    
    
    675.44
    
    
    
    
    
    
    X
    
    
    
    
    
    
    
    X
    
    
    
    
    
    
    
    
    
    
    
    X5.27

    
    woks high tension
    
    
    1,775.00
    
    
    
    1,775.00
    
    
    
    
    
    
    X
    
    
    
    X
    
    
    
    
    
    
    
    
    
    
    
    X5.28

    
    work on music installation
    
    
    2,234.60
    
    
    
    
    
    
    X
    
    
    
    
    
    
    
    X
    
    
    
    
    
    
    
    
    
    
    
    X5.29

    
    greenery
    
    
    3,940.00
    
    
    
    3,940.00
    
    
    
    
    
    
    X
    
    
    
    X
    
    
    
    
    
    
    
    
    
    
    
    X6.1

    
    Exit doors
safety as 103 en 106
    
    
    
    
    
    
    11,413.71
    
    
    
    
    
    
    X
    
    
    
    X
    
    
    
    
    
    
    
    
    
    
    
    X6.4

    
    Offices fire detectors
    
    
    
    
    
    
    49,524.93
    
    
    
    
    
    
    X
    
    
    
    X
    
    
    
    
    
    
    
    
    
    
    
    X6.5

    
    Heating in offices
    
    
    
    
    
    
    43,190.95
    
    
    
    
    
    
    X
    
    
    
    X
    
    
    
    
    
    
    
    
    
    
    
    X6.6

    
    Thermostate protection
    
    
    
    
    
    
    1,537.60
    
    
    
    
    
    
    X
    
    
    
    X
    
    
    
    
    
    
    
    
    
    
    
    X6.7

    
    Modification sanitary areas
    
    
    
    
    
    
    9,392.17
    
    
    
    
    
    
    X
    
    
    
    X
    
    
    
    
    
    
    
    
    
    
    
    X6.8

    
    Electrical loze pipe
    
    
    
    
    
    
    5,789.41
    
    
    
    
    
    
    X
    
    
    
    X
    
    
    
    
    
    
    
    
    
    
    
    X6.11

    
    IT locaal (outside walls)
    
    
    
    
    
    
    25,889.94
    
    
    
    
    
    
    X
    
    
    
    X
    
    
    
    
    
    
    
    
    
    
    
    X6.13

    
    Sewer pit (sterfput)
    
    
    
    
    
    
    987.48
    
    
    
    
    
    
    X
    
    
    
    X
    
    
    
    
    
    
    
    
    
    
    
    X6.14

    
    Change connections fire brigade
    
    
    
    
    
    
    11,439.46
    
    
    
    
    
    
    X
    
    
    
    X
    
    
    
    
    
    
    
    
    
    
    
    X6.15

    
    extra lighting
    
    
    
    
    
    
    6,779.59
    
    
    
    
    
    
    X
    
    
    
    X
    
    
    
    
    
    
    
    
    
    
    
    X6.16

    
    adaptions control room demanded by fire department
    
    
    
    
    
    
    4,901.00
    
    
    
    
    
    
    X
    
    
    
    X
    
    
    
    
    
    
    
    
    
    
    
    X6.17

    
    parking buffers 50% sketcher. 50% Prologis
    
    
    2,100.00
    
    
    
    2,100.00
    
    
    
    
    
    
    X
    
    
    
    X6.19
    
    tiles in
sanitary floor on the mezzanine
    
    
    
    
    
    
    3,153.13
    
    
    
    
    
    
    X
    
    
    
    X
    
    
    
    
    
    
    
    
    
    
    
    X
 
 *
    
    Maintenance as indicated in the lease agreement and the general terms and conditions.**
    
    Renewal as indicated in the lease agreement and the general terms and conditions.